31st Aug 2005 13:17
Aberdeen Asset Management PLC31 August 2005 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY ORINDIRECTLY, IN OR INTO CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, SOUTH AFRICA ORTHE REPUBLIC OF IRELAND ABERDEEN ASSET MANAGEMENT PLC RESULT OF EXTRAORDINARY GENERAL MEETING AND POSTING OF PROVISIONAL ALLOTMENTLETTERS UNDER THE RIGHTS ISSUE 31 August 2005 Aberdeen Asset Management PLC (the "Company") announces that, at theExtraordinary General Meeting held earlier today, Shareholders approved theresolution relating to the proposed acquisition of certain fund managementbusinesses and contracts of Deutsche Bank AG (the "Acquisition") and the RightsIssue. In particular, this resolution increased the authorised share capital ofthe Company and granted the necessary authorities to the Directors to allot theNew Ordinary Shares as set out in the Circular sent to Shareholders dated 12August 2005. The Acquisition remains conditional upon, inter alia, the obtaining of allnecessary regulatory and competition consents, the aggregate run-rate managementfees of the London Fixed Income Business and the Philadelphia Fixed IncomeContracts being not less than £26.6 million as at the Closing Date, and certainconditions of the Underwriting Agreement being fulfilled. The Acquisition isexpected to close on or about 30 September 2005 subject to all the relevantconditions being satisfied. In the case of the Philadelphia Fixed IncomeContracts, however, this may be postponed until 30 November 2005 or later toenable relevant client consents to be obtained. Under the Rights Issue, 362,929,495 New Ordinary Shares have been provisionallyallotted, nil paid, and will be issued by way of rights at 63 pence per NewOrdinary Share to Qualifying Shareholders on the basis of 3 New Ordinary Sharesfor every 2 Existing Ordinary Shares held on the Record Date and so inproportion for any other number of shares held. All the New Ordinary Shareswill, when issued and fully paid, rank pari passu in all respects with theExisting Ordinary Shares. The Rights Issue is underwritten by JPMorgan on behalfof JPMorgan Cazenove. Provisional Allotment Letters will be despatched to Qualifying Non-CRESTShareholders today and Qualifying CREST Shareholders (who will not receive aProvisional Allotment Letter) will receive a credit to their appropriate stockaccounts in CREST in respect of the Nil Paid Rights on 1 September 2005. The NilPaid Rights so credited are expected to be enabled for settlement by CRESTCo assoon as practicable after admission of the Nil Paid Rights to the Official Listhas become effective. Application has been made to the UK Listing Authority for the New OrdinaryShares to be admitted to the Official List, the London Stock Exchange for theNew Ordinary Shares to be admitted to trading on its Main Market and applicationwill be made to Singapore Exchange Securities Trading Limited for the NewOrdinary Shares to be listed on the Singapore Exchange Securities TradingLimited's market for listed securities. It is expected that Admission willbecome effective and that dealings in the New Ordinary Shares will commence nilpaid at 8.00 a.m. on 1 September 2005. The latest time and date for acceptance and payment in full and registration ofrenounced Provisional Allotment Letters is 11.00 a.m. on 23 September 2005. Theexpected timetable (as previously announced) for the Rights Issue is set outbelow: 2005 Despatch of Provisional Allotment Letters (to QualifyingNon-CREST Shareholders only) .............................. as soon as practicable on 31 August Admission and commencement of dealings in New Ordinary Shares,nil paid, on the London Stock Exchange ..................... 8.00 a.m. on 1 September Nil Paid Rights credited to stock accounts in CREST (Qualifying CREST Shareholders only)..................................... as soon as practicable after 8.00am on 1 September Shares marked ''ex-rights'' by the London Stock Exchange.......................................................... 8.00 a.m. on 1 September Latest recommended time and date for requesting withdrawal of Nil Paid Rights or Fully Paid Rights from CREST (i.e. if your Nil Paid Rights or Fully Paid Rights are in CREST and you wish to convertthem to certificated form)........................................... 4.30 p.m. on 19 September Latest time and date for depositing renounced Provisional Allotment Letters, nil paid or fully paid, into CREST or for dematerialising Nil Paid Rights or Fully Paid Rights into a CREST stockaccount.................................... 3.00 p.m. on 20 September Latest time and date for splitting Provisional Allotment Letters, nil paid or fully paid.................................... 3.00 p.m. on 21 September Latest time and date for acceptance and payment in full and registration of renounced Provisional Allotment Letters............................................... 11.00 a.m. on 23 September Expected date on which New Ordinary Shares issued pursuant to the Rights Issue will be credited to CREST stock accounts in uncertificated form.......................... 8.00 a.m. on 26 September Expected date for delivery of definitive share certificates for New Ordinary Shares........................................ by 3 October The voting figures for the resolution passed at the Extraordinary GeneralMeeting were: For (including Discretionary): 129,230,011 (99.8%)Against: 11,389 (0.0%)Abstentions: 246,678 (0.2%) Two copies of the resolution passed at the Extraordinary General Meeting will besubmitted to the Financial Services Authority and will be available shortly forinspection at the Financial Services Authority's Document Viewing Facility whichis situated at: Financial Services Authority, 25 The North Colonnade, CanaryWharf, London, E14 5HS (Tel: 020 7676 1000). Definitions used in the Circular and Prospectus shall have the same meaningswhen used in this announcement, unless the context requires otherwise. Allreferences to times in this announcement are to London time. Contacts: Maitland (020 7379 5151)Fiona Piper JPMorgan Cazenove (020 7588 2828)John PaynterIan HannamRichard LockeJames Wood-Collins This announcement does not constitute an offer to sell or the solicitation of anoffer to acquire New Ordinary Shares or to take up entitlements to Nil PaidRights. JPMorgan Cazenove which is authorised and regulated in the United Kingdom by theFinancial Services Authority is acting exclusively for the Company in connectionwith the Proposals and not for any other person and will not be responsible toany other person for providing the protections afforded to customers of JPMorganCazenove or for providing advice in relation to the Proposals, the contents ofthis announcement and the documents or arrangements referred to therein. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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